Screenwriter John Cassavetes wrote the film's dialogue after doing improvisations with actors Ben Gazzara and Peter Falk. Reportedly, Cassavetes built the film's three main central characterizations around the real-life personalities of the film's three main actors one of whom included himself.
The scene at the bar where Leola Harlow tries to sing "It Was Just a Little Love Affair" and is repeatedly interrupted and harshly criticized by the drunken three main characters, was completely improvised. Harlow reportedly had no idea that they were filming and thought the lead actors were actually criticizing her performance in the scene, causing the very real hurt apparent in her performance.
Reportedly, some of the financing for the film from an Italian producer was suspicious, it being delivered to the production in suitcases.
Director John Cassavetes had to cut the film's running time down about 90 minutes to 154 minutes due to contractual requirements with Columbia Pictures. Due to negative reviews and poor box-office, the studio then cut the film down a further 16 minutes to 138 minutes. The around 85 minutes of the original footage from the long cut have never been located.
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